Welcome to Underbrooke
by Aerilon452
Summary: Ursula arrives in the Underworld to see Cruella and to make her an offer. COMPLETE. R&R
**SUMMARY:** Ursula descends to the Underworld

 **DISCLAIMER:** I own nothing of OUAT

 **RATING:** T

 **PAIRING:** Cruella/Ursula

 **WELCOME TO UNDERBROOKE:**

Hades paced his throne room trying to plan his next ten moves. This was a chess game, one he had to play with precision and ruthlessness against the merry band of heroes messing about in his domain. Three souls had been crossed over to the Elysian Fields. That he could not let pass, not without payment. Now, Snow White, Emma, and Regina would remain in the stead of those three souls he'd lost. "This is driving me mad!" Hades raged over turning a table feeling the blue flames rising from his scalp in response to the turn in his mood. Seconds later he calmed down. "I'm ok. I'm cool." He blew out a breath and tugged on his vest to comport himself. Then something, someone, drew his attention. Turning Hades saw his niece sitting regally upon his throne. "And how is my favorite niece?"

"Watching my great uncle lose his mind." Ursula replied saucily keeping her place on his throne. She knew it wouldn't irritate him as she was the only one in their Olympian family that actually paid him social visits. "What's a matter? Great Uncle Zeus setting down the law for you again?"

"My brother knows better." Hades snarled. "What brings a beautiful Sea Goddess down in the depth of the Underworld?" Hades closed the distance between them taking in the composure his nice was projecting.

"Can't I just visit my favorite Uncle?" Ursula levered herself up to stand before him.

"We both know that's a lie." Hades remarked sarcastically.

"Seeing as you feel that way," Ursula distracted, "I brought you a couple of gifts." Retrieving the satchel, she'd brought with her, she pulled out a bottle. "Single malt scotch, aged about a hundred years."

"Oh," Hades accepted the bottle. "You spoil me." He cradled the bottle, marveling at the beauty of the liquid contained in the glass. After all, he was a man of refinement. He enjoyed the pleasures of high society.

"And for the second," Ursula snapped materializing three new souls for her Uncle to lay claim to. "Three souls from a ship wreck."

"What's the catch?" Hades asked looking at her. There was always a catch.

"I want see someone, a damned soul in your domain." Ursula admitted.

"Let me guess, your fur coat coveting Queen; Cruella." Hades set the bottle of scotch on the closest table. He was going to open it and enjoy it later.

Ursula let her mask fall away, "Uncle, just last week I found she was dead. For me, knowing she's down here…. I need to see her." There would be no way to accurately describe to her Uncle just how she felt.

"And why should I allow you to see her?" Hades asked.

"Why?" Ursula scoffed. "I brought you scotch, and three damned souls. That should be enough just to let me see her. It's not like I'm going to take her from you, unless you want me to." She chuckled darkly. "She can be a handful to manage."

"Fair enough." Hades threw up his hands in mock defeat. "The earliest I could let you see her is tomorrow. Stay the night in the palace. Persephone would love to see you." He didn't want her going into the recreation of Strorybrooke just yet, not when he didn't know what his nice truly intended for Cruella. Say what he will about the woman, she knew how to dish out pain, and he was someone who could admire it.

Ursula thought on the offer for a few moments. "I have been meaning to see Aunt Persephone for a while." There was something Hades wasn't asking of her. She knew it. He was trying to keep her from Cruella, but why? It's not like she came armed with Ambrosia…. Oh, wait. Yes, she did. She intended to use the food of the Gods to restore the devilish De Ville to her beloved life. It wouldn't make her a goddess, but it would prolong her life and her youth for longer than she would normally have had. Knowing that her Uncle wouldn't budge from this, she nodded, and left the throne room with her satchel.

 **EARLY MORNING:**

Ursula woke in the center of a spacious bed curled under silk sheets. A movement to her left had her flipping back the blankets where she saw her aunt sitting regally upon a lounge. "Morning…. I guess…" Ursula rubbed the sleep out of her eyes as she sat up.

Persephone nodded, a small smile gracing her lips. "You were already asleep when I came to check on you." To her right there was a small table and upon it was food specially delivered for her great niece. She had no desire to see Ursula share in her fate. "I brought you breakfast. Before you politely decline, Hermes delivered it for you."

"How uncharacteristically kind of him." Ursula commented, but she was grateful. She knew enough not to want to share in her aunt's fate. Hades had tricked Persephone into eating a pomegranate thus sealing her fate making her his queen from Fall to Winter. Spring and Summer belonged to her mother, Demeter.

"Come and eat." Persephone slid over to make room for Ursula, the great niece that had changed so much in her exile. There was an edge of darkness about her, but also the tiny flicker of love burning in her eyes.

Ursula sat down next to her aunt, uncovering the plate and breathing in the smell of her breakfast. Eggs, bacon, pancakes, and strawberries. "It looks amazing. Next time I see that trouble maker; I'll be sure to thank him." The first bite of the buttery soft pancake nearly had her moaning in delight.

"You seem different," Persephone tucked and errant strand of caramel colored hair behind Ursula's right ear. "And I don't mean just in the way you look. I mean there is this air of determination about you." When Hades told her about the arrival of their great-niece, Persephone knew it wasn't just a social call.

Ursula set aside her fork, giving her full attention to the Queen of the Underworld. "I came here to see Cruella." Rarely did someone, even a goddess, get the chance to make amends to someone. She had to see the Mistress of all Beasts, to look into her sparkling topaz eyes, and know that what she was doing was the right thing. "I _have_ to see her…" Her words came out in a rush, a mere whisper of barely restrained emotion.

"Whatever you do, don't let your uncle stop you." Persephone stated.

"I won't." Ursula nodded. Suddenly the thought of finishing her food turned her stomach.

 **UNDERBROOKE:**

Ursula stepped into the recreated town of Storybrooke that housed the damned souls with unfinished business. At least she wasn't walking into the fields of Asphodel, or Tartarus. She definitely knew she wouldn't be looking for Cruella in the Elysian fields. That place belonged to the innocent and to the heroes who died in battle. So many people went about their daily lives around her. Ursula made sure to keep to the main road leading through the creepy Hades perverted version of town. There she would start at the diner where she knew booze would be in large supply. The best way to find Cruella was to look for here where the gin was being kept.

As Ursula walked down the sidewalk she saw several people staring at her. The dead knew the living. They knew she didn't belong, that she hadn't died. But none of them came up to her, none of them asked her to help them escape. What would Cruella be doing to spend her time? She stopped, her hand going to her heart when a question formed in her mind that made her sick to her stomach. Would Cruella want to leave with her? No, she couldn't worry about that. First things first, she had to find Cruella and then go from there.

"Ursula?"

Ursula turned at the sound of her name. "Oh, it's you." She rolled her eyes upon seeing Snow White.

"What're you doing here? Did you die?" Snow asked genuinely confused to be seeing the Sea Witch.

"Death is for other people," Ursula replied, her attitude thick and snappish. "You know, people like you."

"Someone woke up on the wrong side of the sea bed this morning." Regina remarked.

"Regina, been dead long?" Ursula asked with a smile. If the Evil Queen was dead, she might just celebrate when she returned home. "Who offed you?"

"No one." Regina growled. "I'm not dead."

"More's the pity." Ursula scoffed. She didn't have time for this.

"What put you in a bad mood?" Regina asked automatically.

"I haven't had coffee this morning." Ursula replied looking up the street. She thought she saw Cruella's car driving through and intersection. "I've been jonesing for a triple espresso since I got here."

"What brought you down here?" Regina asked knowing she was more than likely to get answers from the sea goddess than Snow would be.

"I came to visit my great-uncle." Ursula frowned. It hadn't been the car she'd seen.

"Who's that?" Snow asked.

"Gods, don't you people study history?" Ursula grumbled. "Triton, my father, is the son Poseidon. Poseidon is my grandfather, and the sea god who is brother to Hades, making him my great-uncle." She put her middle and index fingers to her temples and started to rub in a clockwise motion. "Humans give me a headache."

"Ok, this is more than your usual irritation with Snow. Granted I can understand…" Regina started to sympathize.

"Hey!" Snow exclaimed.

"Well, I can…" Regina shrugged. "Let's face it your optimism can be a little annoying at times."

"I don't have time for the two of you." Ursula snarled. Turning on her heel she set off down the sidewalk again scuffing the heel of her boots on the concrete as she went as well as shoving her hands inside her jeans pockets. Now she was the one who needed a drink. To Granny's she'd go.

 **GRANNY'S DINER:**

Inside the diner was more of the twisted dead normalcy of people eating breakfast and holding casual conversation. Behind the counter was the blind witch who was known to eat children. This place was just getting more twisted the longer she was here. Hades had truly out done himself. Ursula wasn't sure if that was a good or a bad thing. Going to the counter, Ursula placed her hands on the bar top. "Hey! Witch, can you tell me where Cruella De Ville is?"

"Ursula, I'm surprised to hear you down here."

"Yeah, not dead. Looking for Cruella." Ursula snapped. "Either you tell me or I'm leaving so I don't have to waste my time with you, you kid killing weirdo."

The blind witch scoffed. "Such hostility." It would be better just to answer the question rather than to antagonize an already irritated woman. "She's in the Mayor's office."

"Thank you…" Ursula replied sarcastically. After running into Regina and Snow White, she didn't want to linger down here any longer than she had to. Hurrying out of the diner she went directly to the Mayor's office. There, standing on the steps she hesitated. Her hand was shaking as she held it out intent on taking the knob. "What the hell." She muttered pulling the door open and going inside.

Down the hall Ursula came to the door where a mirror version of Regina's office would be. From inside she could hear light moans, and scattered bits of conversation. "Really?" Ursula groaned. She opened the door to see Cruella sitting on the desk with a man in a mask strapped to a wheel in front of the window. "Oh, well now! It's nice to see you keeping occupied."

Cruella knew that voice. Turning she saw Ursula standing in the open doorway wearing scuffed boots, ratty jeans, a white tank top, and an oversized camo jacket. "What in the hell are you doing down here?" Her heart leapt in her throat at the mere sight of her Sea Witch standing before her.

"Taking a vacation." Ursula snapped. "What do you think I'm doing down here? And who is that?" She pointed to the man trussed up and struggling halfheartedly.

"James and I were just having a little fun." Cruella answered. "As to what you're doing down, I haven't the faintest idea."

"I've come to give you what you want most." Ursula teased. "But first, uncuff your boy-toy and send him on his merry way."

"And why should I do that?" Cruella asked, putting her hands on her hips.

"Because you want to hear what I have to offer." Ursula countered.

Cruella arched her eye brow, "James, darling, we're done for the day." She quickly released the cuffs and removed the mask. "Be on your way."

Ursula tried not to look smug as the twin Prince walked by her glaring at him. When the door clicked closed behind her, she went to the desk pulling out her iPod and a set of speakers. Cruella watched her intently, the desire to say something zinging on the air between them. "Give me a moment." A song started with a lot of base to muffle the sound of their voices.

"What is this all about?" Cruella closed her eyes against the annoying sound of the music pumping into her office from the speakers. Not the sort she would have chosen.

Ursula slipped up on the desk pulling Cruella between her parted knees just in case Hades decided to pay them a visit. Cupping Cruella's face in her hands, she pulled her down so she could whisper, "I know a way to bring you back to life."

"Is that so, darling?" Cruella tried not to let her body react to Ursula so close to her. She was supposed to be raging mad at her former compatriot for abandoning them. "Because I believe I've secured my return to living through other means."

"I can make you alive today. Right this minute." Ursula stated. Then a cold chill ran up her spine. A God was coming. Hades. Doing as her aunt instructed she wasn't about to let herself get caught plotting against him. "You'll thank me for this later." Ursula said seconds before capturing Cruella's apple red lips with hers.

"My, my, my…."

Ursula pulled back, lipstick smudged on her and Cruella, turning to look at her uncle. "Hello uncle."

"When you say you need to see someone; you weren't fooling around." Hades clapped.

"At least not yet…" Cruella muttered lowering herself into the chair. Her legs were shaking, threatening to give out. That was some kiss Ursula had given her filled with passion and fire she didn't think her companion capable of.

"Did I forget something at the palace?" Ursula asked wiping the back of her hand over her mouth slipping off the desk to stand before her uncle.

"No, no… I was just coming to see if you two were playing nice with each other." Hades ricked back and forth on the heels of his expensive Italian handmade loafers.

"We were about to," Ursula bit her bottom lip trying to look precocious.

"Then I should get out of the way and let you get back to whatever it was you were about to do." Hades snickered.

"Yeah, you do that. I'm sure there are some very bad people in Tartarus you can torture." Ursula tossed out there. "After all you are the Lord of the Underworld. Torture is kinda your thing."

"Before I go, one question. Sine when have women been your thing?" Hades arched a brow.

Ursula shrugged nonchalantly, "What can I say, Cruella's kink mixes with mine."

Cruella couldn't believe what she was hearing. She wasn't afraid of very many things, but the King of the Underworld gave her a moments pause and a very cold shiver up her spine. How was Ursula being so calm, talking to him in such a manner? "Darling, I'm getting lonely over here." She could play along like her new life depended on it.

Ursula looked over her shoulder, winked, and said, "Don't fret, we'll get back to it in a few." Then to her uncle she said, "Now, if you don't mind, I don't like an audience. It's not my particular kink."

Hades stepped in close taking a hold of Ursula's chin tightly, "Don't cross me, niece. Ever."

"I wouldn't dream of it." Ursula replied jerking her head, freeing her chin from his grasp. He vanished right before her eyes leaving her to breathe a huge sigh of relief. "That was close." She muttered and then laughed.

"You are certifiably insane!" Cruella shouted coming out of the chair. Her legs were stable enough, but she had to brace her hands flat on the desk to make sure she stayed up right. "That man could make my undead life miserable if he had even the slightest suspicion of what you were doing."

"More miserable than it already is?" Ursula asked, her brow arching. "Believe me, if he had an inkling about what was about to happen, you'd be in Tartarus already. Which, by the way, is somewhere even you should fear to go. It makes this place, Underbrooke, seem like the Elysian Fields by comparison." Ursula picked up her messenger bag from the floor to set it on the desk. "But, don't worry about it. I'm about to bring your butt back to life."

"You're still going to resurrect me?" Cruella asked.

"If you want me to. You can go back to Storybrooke, or go where ever you want." Ursula shrugged removing a box from her bag. "I came here to make it up to you for leaving the way I did."

"That's one hell of a way to say you're sorry." Cruella shook her head. "Why should I even believe you?"

"Have I ever lied to you?" Ursula asked.

"No." Cruella answered automatically. She was the one who bent the truth to cause chaos, but Ursula had never lied to her.

"Then stop complaining, stop questioning me, and open the damn box." Ursula pushed the polish cherry wood box towards her. "Once you open this, you've made your choice to trust me to get you out of here."

Automatically Cruella reached for the box, but just before she flipped back the lid she paused. "What's in it?" Ursula shook her head, refusing to answer. This was a choice Cruella had to make on her own. The Sea Witch could only offer her the option. Taking a deep breath, she opened the box. "What in the hell is this?" She turned the box around to show the lump of what looked like jell-o.

"That's Ambrosia, food of the Gods." Ursula arched her left eyebrow. "This will bring you back from the dead." To prove it wouldn't harm her, Ursula broke off a small chunk, and popped it into her mouth. The rush of power, of energy had her moaning in delight. "It will ensure your powers work no matter where you go, and your human life will be prolonged."

All of that sounded so good to Cruella. So, why was she hesitating? What was keeping her hand from taking the Ambrosia out of the box and putting it in her mouth? "This all sounds too good to be true." This was her future. This was hearing music, drinking gin, and freedom.

"Cruella, not to rush you, but could you hurry up. Hades could be back and I doubt you want to shed that remarkable evening dress, even for me." Ursula tried to speed things up. She wanted to be out of here and back home before her uncle could stop her.

There wasn't a moment to lose. Cruella took the piece that was left, putting it in her mouth. A few chews and a swallow had it settling in her stomach. Nothing happened. She was about to voice her displeasure when warmth started to swirl inside her, spiraling out through the rest of her body. Cruella moaned, and then exhaled feeling her power being renewed. Cruella felt her heart beating again. "You were telling the truth." She said in relief.

"You doubted me?" Ursula scoffed. "That hurts." She stepped back assessing the room around them. Nothing stood out at her as a potential device used to spy on them by Hades. "Now we leave before he gets curious and comes to check to see if things have progressed any further."

"Where are we going to go?" Cruella asked coming around the desk to stand next to Ursula. She was trying not to ask if they would be staying together after their escape from the Underworld.

"Away from here." Ursula headed towards the door, then stopped turning back to Cruella. There was a strange look in her companion's eyes; a longing that she hadn't noticed before. "What's the matter?"

"When we're free of this ghastly place, where am I going to go?" Cruella asked. She didn't want to admit it but that kiss was playing havoc with her mind, and her body.

"Wherever you want." Ursula replied. "Unless you want to come with me, like the old days." She closed the distance between them and took Cruella's hands. "You and me…" Her hands slipped up her arms, resting on her shoulders. "But I would suggest we leave a more serious discussion of our future alone. My uncle could come back and get curious as to what our state of undress might be." She hated to keep repeating herself, but time was not on their side.

"Your uncle has issues." Cruella stated dryly.

"He lives with dead people." Ursula replied. "Of course he has issues."

Cruella laughed and then sobered immediately. "I don't want to go anywhere you won't be." She confessed. That kiss had done more to her than she realized. It had opened a part of her that didn't rely on darkness to function. Losing Ursula meant she lost the ability to feel anything for anyone. She didn't understand how the Sea Witch had done it.

"Then you won't." Ursula promised coming in close to Cruella, so close she could share the same breath as her beautiful queen. Using the powers she gained from reuniting with her father, she took them far from the Underworld and the domain of Hades. It didn't matter where they finally ended up. All that mattered to Ursula was that Cruella finally wanted to be with her.

 **THE END**


End file.
